Washington Federal, Inc. Announces Pricing of $300,000,000 Depositary Shares Offering
February 01 2021 - 7:30PM
Business Wire
Washington Federal, Inc. (NASDAQ: WAFD) (“Washington Federal”)
today announced the pricing of a public offering of 12,000,000
depositary shares, each representing 1/40th ownership interest in a
share of its 4.875% fixed rate non-cumulative perpetual preferred
stock, Series A, at an aggregate offering price to the public of
$300,000,000. Each share of preferred stock has a liquidation
preference of $1,000 per share, equivalent to $25.00 per depositary
share. The offering is expected to close on February 8, 2021,
subject to customary closing conditions.
Morgan Stanley & Co. LLC, BofA Securities, Inc., UBS
Securities LLC and Wells Fargo Securities, LLC are the joint-book
running managers for the offering. Goldman Sachs & Co. LLC is
joint lead manager and Keefe, Bruyette & Woods, Inc., A Stifel
Company, is co-manager for the offering.
The net proceeds from the issuance and sale of the depositary
shares, after deducting underwriting discount and commissions, and
the payment of estimated expenses, will be approximately
$293,560,000. Washington Federal intends to use the net proceeds
from the offering for general corporate purposes, which may include
share repurchases of Washington Federal’s common stock.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any sale of any
of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
The securities being offered have not been approved or disapproved
by any regulatory authority, nor has any such authority passed upon
the accuracy or adequacy of the prospectus supplement or the shelf
registration statement or prospectus relating to the offering.
The offering is being made only by means of a prospectus
supplement and accompanying base prospectus. Washington Federal has
filed a registration statement (including a base prospectus) and a
preliminary prospectus supplement with the U.S. Securities and
Exchange Commission (the “SEC”) for the offering to which this
communication relates and will file a final prospectus supplement
relating to the offering. Prospective investors should read the
prospectus supplement and base prospectus in that registration
statement and other documents Washington Federal has filed or will
file with the SEC for more complete information about Washington
Federal and this offering. You may get these documents for free by
visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively,
copies of the final prospectus supplement and the accompanying base
prospectus for the offering, when available, may be obtained by
contacting Morgan Stanley & Co. LLC (180 Varick Street, New
York, NY 10014, Attention: Prospectus Department, Telephone: (866)
718-1649 or by email at prospectus@morganstanley.com); BofA
Securities, Inc. (Attention Prospectus Department, NC1-004-03-43,
200 North College Street, 3rd Floor, Charlotte, NC 28255,
Telephone: (800) 294-1322 or by email at
dg.prospectus_requests@bofa.com); UBS Securities LLC (Attention
Prospectus Department, 1285 Avenue of the Americas, New York, NY
10019, Telephone: (888) 827-7275); and Wells Fargo Securities, LLC
(Attention: WFS Customer Service, 608 2nd Avenue South,
Minneapolis, MN 55402, Telephone: 1-800-645-3751 or by email at
wfscustomerservice@wellsfargo.com).
About Washington Federal, Inc.
Washington Federal, Inc. (NASDAQ: WAFD) is the parent company of
Washington Federal Bank, dba WaFd Bank (“WaFd Bank”), a national
bank with business consisting primarily of accepting deposits from
the general public and investing these funds in loans of various
types, including first lien mortgages on single-family dwellings,
construction loans, land acquisition and development loans, loans
on multi-family, commercial real estate and other income producing
properties, home equity loans and business loans. WaFd Bank also
invests in certain United States government and agency obligations
and other investments permitted by applicable laws and regulations.
As of December 31, 2020, WaFd Bank has 234 branches located in
Washington, Oregon, Idaho, Arizona, Utah, Nevada, New Mexico and
Texas. Through WaFd Bank’s subsidiaries, Washington Federal is also
engaged in insurance brokerage activities.
Forward-Looking Statements and Factors that Could Affect
Future Results
The foregoing information should be read in conjunction with the
financial statements, notes and other information contained in
the
Washington Federal’s 2020 Annual Report on Form 10-K, Quarterly
Reports on Form 10-Q and Current Reports on Form 8-K. This press
release contains statements about the Washington Federal’s future
that are not statements of historical fact. These statements are
“forward looking statements” for purposes of applicable securities
laws, and are based on current information and/or management's good
faith belief as to future events. The words “estimate,” “believe,”
“expect,” “anticipate,” “project,” and similar expressions signify
forward-looking statements. Forward-looking statements should not
be read as a guarantee of future performance. By their nature,
forward-looking statements involve inherent risk and uncertainties,
which change over time; and actual performance could differ
materially from those anticipated by any forward-looking
statements. In particular, any forward-looking statements are
subject to risks and uncertainties related to the COVID-19 pandemic
and the resulting governmental and societal responses. Washington
Federal undertakes no obligation to update or revise any
forward-looking statement.
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version on businesswire.com: https://www.businesswire.com/news/home/20210201005978/en/
Washington Federal, Inc. 425 Pike Street, Seattle, WA 98101 Brad
Goode, SVP, Chief Marketing Officer 206-626-8178
brad.goode@wafd.com
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